Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Jan. 11, 2016 | Mar. 31, 2015 | |
Document And Entity Information | |||
Entity Registrant Name | Regenicin, Inc. | ||
Entity Central Index Key | 1,412,659 | ||
Document Type | 10-K | ||
Document Period End Date | Sep. 30, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --09-30 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 2,419,389 | ||
Entity Common Stock, Shares Outstanding | 153,483,051 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 |
Balance Sheets
Balance Sheets - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
CURRENT ASSETS | ||
Cash | $ 1,061,377 | $ 492 |
Prepaid expenses and other current assets | 119,236 | $ 49,462 |
Common stock of Amarantus Corporation | $ 300,000 | |
Deferred income taxes | $ 2,829,000 | |
Total current assets | $ 1,480,613 | 2,878,954 |
Intangible assets | 7,500 | |
Total assets | $ 1,480,613 | 2,886,454 |
CURRENT LIABILITIES | ||
Accounts payable | 360,228 | 1,393,605 |
Accrued expenses | 1,286,386 | 1,740,090 |
Dividends payable | $ 322,042 | 251,242 |
Note payable - insurance financing | 51,613 | |
Bridge financing | $ 175,000 | 450,000 |
Convertible promissory notes (net of discount of $-0- and $20,645) | 295,617 | |
Loan payable | $ 10,000 | 10,000 |
Loans payable - related parties | $ 95,000 | 205,817 |
Derivative liabilities | 5,164 | |
Total current and total liabilities | $ 2,248,656 | 4,403,148 |
STOCKHOLDERS EQUITY (DEFICIENCY) | ||
Series A 10% Convertible Preferred stock, $0.001 par value, 5,500,000 shares authorized; 885,000 issued and outstanding | 885 | 885 |
Common stock, $0.001 par value; 200,000,000 shares authorized; 157,911,410 and 139,598,152 issued, respectively; 153,483,050 and 135,169,792 outstanding, respectively | $ 157,914 | 139,601 |
Common stock to be issued; 0 and 10,367,094 shares | 402,040 | |
Additional paid-in capital | $ 9,787,578 | 8,897,799 |
Accumulated deficit | (10,709,992) | (10,952,591) |
Less: treasury stock; 4,428,360 shares at par | (4,428) | (4,428) |
Total stockholders equity (deficiency) | (768,043) | (1,516,694) |
Total liabilities and stockholders equity (deficiency) | $ 1,480,613 | $ 2,886,454 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
Statement of Financial Position [Abstract] | ||
Series A Preferred Stock, Par Value | $ 0.001 | $ 0.001 |
Series A Preferred Stock, Shares Authorized | 5,500,000 | 5,500,000 |
Series A Preferred Stock, Issued and outstanding | 885,000 | 885,000 |
Common Stock, Par Value | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common Stock, Issued and outstanding | 157,911,410 | 139,598,152 |
Common Stock, Outstanding | 15,348,350 | 135,169,792 |
Common Stock, To Be Issued | 0 | 10,367,094 |
Treasury Stock, Issued | 4,428,360 | 4,428,360 |
Convertible promissory note discount | $ 0 | $ 7,675 |
Statements of Operations
Statements of Operations - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||
Revenues | ||
Operating expenses | ||
Research and development | $ 38,401 | |
General and administrative | 1,144,431 | $ 698,339 |
Stock based compensation - general and administrative | 32,365 | $ 27,556 |
Reversal of accounts payable - Lonza | (973,374) | |
Total operating expenses | 241,823 | $ 725,895 |
Loss from operations | (241,823) | (725,895) |
Other income (expenses) | ||
Interest expense, including amortization of debt discounts and beneficial conversion features | (62,779) | $ (232,379) |
Gain on sale of assets | 6,604,431 | |
Loss on other than a temporary decline in fair value of investment | (2,700,000) | |
Gain (loss) on derivative liabilities | (528,230) | $ 269,396 |
Total other income (expenses) | 3,313,422 | 37,017 |
Income (loss) before income tax | 3,071,599 | (688,878) |
Income tax expense (benefit) | 2,829,000 | (2,829,000) |
Net income | 242,599 | 2,140,122 |
Preferred stock dividends | (70,800) | (70,800) |
Net income attributable to common stockholders | $ 171,799 | $ 2,069,322 |
Income (loss) per share Basic | $ 0 | $ 0.02 |
Income (loss) per share Diluted | $ 0 | $ 0.01 |
Weighted average number of shares outstanding Basic | 153,262,851 | 132,966,528 |
Weighted average number of shares outstanding Diluted | 162,114,351 | 191,425,784 |
Shareholders Equity
Shareholders Equity - USD ($) | Convertible Preferred Stock | Common Stock | Common StockTo Be Issued | Additional Paid-In Capital | Accumulated Deficit | Treasury Stock | Total |
Balance Beginning, Shares at Sep. 30, 2013 | 885,000 | 120,159,009 | |||||
Balance Beginning, Amount at Sep. 30, 2013 | $ 885 | $ 120,160 | $ 334,968 | $ 8,501,390 | $ (13,092,713) | $ (4,428) | $ (4,139,738) |
Preferred stock dividends, Amount | (70,800) | (70,800) | |||||
Shares issued for conversion of debt and accrued interest | 17,440,392 | ||||||
Shares issued for conversion of debt and accrued interest, amount | $ 17,441 | $ (41,613) | 240,975 | 216,803 | |||
Shares issued under Consulting Agreement | 1,038,751 | ||||||
Shares issued under Consulting Agreement, Amount | $ 1,040 | 34,881 | 35,851 | ||||
Shares issued for exercise of warrant, Shares | 960,000 | ||||||
Shares issued for exercise of warrant, Amount | $ 960 | $ (320) | $ 640 | ||||
Reversal of derivative liabilities ot equity | 84,070 | 84,070 | |||||
Warrants to be issued in connection with conversion of debt, Shares | 108,685 | 108,685 | |||||
Beneficial conversion features on bridge financing | $ 75,000 | $ 75,000 | |||||
Stock compensation expense | 27,556 | 27,556 | |||||
Issuance of warrant to Cristoforo | 5,117 | 5,117 | |||||
Net loss | 2,140,122 | 2,140,122 | |||||
Balance Ending, Shares at Sep. 30, 2014 | 885,000 | 139,598,152 | |||||
Balance Ending, Amount at Sep. 30, 2014 | $ 885 | $ 139,601 | $ 402,040 | 8,897,799 | (10,952,591) | (4,428) | (1,516,694) |
Preferred stock dividends, Amount | (70,800) | (70,800) | |||||
Shares issued for conversion of debt and accrued interest | 7,920,291 | ||||||
Shares issued for conversion of debt and accrued interest, amount | $ 7,920 | 0 | 3,171 | 11,091 | |||
Shares Issued, Shares | 10,392,967 | ||||||
Shares Issued, Amount | $ 10,393 | $ (402,040) | 391,649 | 2 | |||
Write off of derivative from payoff of host convertible debt | 165,072 | 165,072 | |||||
Derivative liabilities | 368,322 | 368,322 | |||||
Stock compensation expense | 32,365 | 32,365 | |||||
Net loss | 242,599 | 242,599 | |||||
Balance Ending, Shares at Sep. 30, 2015 | 885,000 | 157,911,410 | |||||
Balance Ending, Amount at Sep. 30, 2015 | $ 885 | $ 157,914 | $ 9,787,578 | $ (10,709,992) | $ (4,428) | $ (768,043) |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 242,599 | $ 2,140,122 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Deferred income taxes | 2,829,000 | $ (2,829,000) |
Unrealized loss on investment | (2,700,000) | |
Amortization of debt discounts | 7,675 | $ 155,576 |
Accrued interest on notes and loans payable | $ (2,704) | 77,301 |
Amortization of beneficial conversion features | 54,545 | |
Original interest discount on convertible note payable | 4,782 | |
Stock based compensation - G&A | $ 32,365 | 27,556 |
(Gain) loss on derivative liabilities | 528,230 | $ (269,393) |
Gain on sale of assets | (6,604,431) | |
Reversal of accounts payable | $ (973,374) | |
Other gain related to derivative liabilities | $ (63,095) | |
Expenses paid directly by officer | $ 95,000 | |
Changes in operating assets and liabilities | ||
Prepaid expenses and other current assets | (69,774) | $ 68,486 |
Accounts payable | (380,251) | 1,124 |
Accrued expenses | (401,020) | 420,151 |
Net cash used in operating activities | (1,996,685) | $ (211,845) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Proceeds from sale of assets | 3,600,000 | |
Purchase of intangible assets | (10,000) | |
Net cash provided by investing activities | $ 3,590,000 | |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from the issuance of notes payable | $ 100,000 | |
Repayments of notes payable | $ (275,000) | |
Proceeds from loans from related parties | 23,330 | $ 143,507 |
Repayments of loans from related party | (229,147) | (2,090) |
Repayments of notes payable - insurance financing | $ (51,613) | (52,220) |
Proceeds from the sale of common stock | 640 | |
Net cash (used in) provided by financing activities | $ (532,430) | 189,837 |
NET INCREASE (DECREASE) IN CASH | 1,060,885 | (22,008) |
CASH - BEGINNING OF PERIOD | 492 | 22,500 |
CASH - END OF PERIOD | 1,061,377 | 492 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | $ 107,830 | $ 4,453 |
Cash paid for income taxes | ||
Non-cash activities: | ||
Sale of assets | $ 6,600,000 | |
Common Stock of Amarantus received | (3,000,000) | |
Cash received | 3,600,000 | |
Preferred stock dividends | 70,800 | $ 70,800 |
Shares issued/to be issued in connection with conversion of debt and accrued interest | $ 11,091 | 304,874 |
Beneficial conversion feature and warrant value on bridge financing | 75,000 | |
Derivative liabilities reclassified to additional paid-in capital | $ 533,394 | 104,684 |
Common stock issued for accrued expenses | $ 35,851 |
THE COMPANY
THE COMPANY | 12 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
THE COMPANY | Windstar, Inc. was incorporated in the state of Nevada on September 6, 2007. On July 19, 2010, the Company amended its Articles of Incorporation to change the name of the Company to Regenicin, Inc. (Regenicin). In September 2013, Regenicin formed a new wholly-owned subsidiary for the sole purpose of conducting research in the State of Georgia (together, the Company). The subsidiary has no activity since its formation due to the lack of funding. The Companys original business was the development of a purification device. Such business was assigned to the Companys former management in July 2010. The Company adopted a new business plan and intended to develop and commercialize a potentially lifesaving technology by the introduction of tissue-engineered skin substitutes to restore the qualities of healthy human skin for use in the treatment of burns, chronic wounds and a variety of plastic surgery procedures. The Company entered into a Know-How License and Stock Purchase Agreement (the Know-How SPA) with Lonza Walkersville, Inc. (Lonza Walkersville) on July 21, 2010. Pursuant to the terms of the Know-How SPA, the Company paid Lonza Walkersville $3,000,000 and, in exchange, the Company was to receive an exclusive license to use certain proprietary know-how and information necessary to develop and seek approval by the U.S. Food and Drug Administration (FDA) for the commercial sale of technology held by the Cutanogen Corporation (Cutanogen), a subsidiary of Lonza Walkersville. Additionally, pursuant to the terms of the Know-How SPA, the Company was entitled to receive certain related assistance and support from Lonza Walkersville upon payment of the $3,000,000. Under the Know-How SPA, once FDA approval was secured for the commercial sale of the technology, the Company would be entitled to acquire Cutanogen, Lonza Walkersvilles subsidiary, for $2,000,000 in cash. After prolonged attempts to negotiate disputes with Lonza Walkersville failed, on September 30, 2013, the Company filed a lawsuit against Lonza Walkersville, Lonza Group Ltd. and Lonza America, Inc. (Lonza America) in Fulton County Superior Court in the State of Georgia. On November 7, 2014, the Company entered into an Asset Sale Agreement (the Sale Agreement) with Amarantus Bioscience Holdings, Inc., (Amarantus). Under the Sale Agreement, the Company agreed to sell to Amarantus all of its rights and claims in the litigation currently pending in the United States District Court for the District of New Jersey against Lonza Walkersville and Lonza America, Inc. (the Lonza Litigation). This includes all of the Cutanogen intellectual property rights and any Lonza manufacturing know-how technology. In addition, the Company agreed to sell the PermaDerm® trademark and related intellectual property rights associated with it. The purchase price paid by Amarantus was: (i) $3,600,000 in cash, and (ii) shares of common stock in Amarantus having a value of $3,000,000. See Note C for a further discussion. The Company intends to use the net proceeds of the transaction to fund development of cultured cell technology and to pursue approval of the products through the U.S. Food and Drug Administration. We have been developing our own unique cultured skin substitute since we received Lonzas termination notice. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Principles of Consolidation: The accompanying consolidated financial statements include the accounts of Regenicin and its wholly-owned subsidiary. All significant inter-company balances and transactions have been eliminated. Reclassifications: Dividends payable have been reclassified from accrued expenses in the 2014 balance sheet to conform to the 2015 presentation. Going Concern: The Company's consolidated financial statements have been prepared assuming that the Company will continue as a going concern which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has incurred cumulative losses of approximately $11 million from inception, expects to incur further losses in the development of its business and has been dependent on funding operations through the issuance of convertible debt and private sale of equity securities. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company intends on using the proceeds from the Asset Sale to fund operations. Once the funds are exhausted, management plans to finance operations through the private or public placement of debt and/or equity securities. However, no assurance can be given at this time as to whether the Company will be able to obtain such financing. The consolidated financial statements do not include any adjustment relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Development Stage Activities and Operations: In June 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation Intangible assets: Intangible assets, which include purchased licenses, patents and patent rights, are stated at cost and amortized using the straight-line method over their useful lives based upon the pattern in which the expected benefits will be realized, or on a straight-line basis, whichever is greater (see Note D). Such amortization will begin once the Company has a saleable product. As discussed below in Note C, the Company sold its intangible assets on November 7, 2014. The Company reviews intangible assets subject to amortization whenever events or changes in circumstances indicate that the carrying amount of such an asset may not be recoverable. Recoverability of these assets is measured by comparison of their carrying amount to the future undiscounted cash flows the assets are expected to generate. If such assets are considered impaired, the impairment to be recognized is equal to the amount by which the carrying value of the assets exceeds their fair value determined by either a quoted market price, if any, or a value determined by utilizing a discounted cash flow technique. In assessing recoverability, the Company must make assumptions regarding estimated future cash flows and discount factors. If these estimates or related assumptions change in the future, the Company may be required to record impairment charges. Research and development: Research and development costs are charged to expense as incurred. Income per share: Basic income per share is computed by dividing the net income by the weighted average number of common shares outstanding during the period. Diluted loss per share give effect to dilutive convertible securities, options, warrants and other potential common stock outstanding during the period, only in periods in which such effect is dilutive. The following table summarizes the components of the income per common share calculation: Year Ended 2015 2014 Income Per Common Share - Basic: Net income available to common stockholders $ 171,799 $ 2,069,322 Weighted-average common shares outstanding 153,262,851 132,966,528 Basic income per share $ 0.00 $ 0.02 Income Per Common Share - Diluted: Net income $ 171,799 $ 2,069,322 Weighted-average common shares outstanding 153,262,851 132,966,528 Convertible preferred stock (2014 restated) 8,850,000 8,850,000 Stock options 1,500 Convertible debentures ---- 14,209,256 Weighted-average common shares outstanding and common share equivalents (2014 restated) 162,114,351 156,025,784 Diluted income per share $ 0.00 $ .01 The following securities have been excluded from the calculation of net loss per share, as their effect would be anti-dilutive: Shares of Common Stock Issuable upon Conversion/Exercise as of September 30, 2015 2014 Options 5,542,688 5,542,688 Warrants 3,611,167 3,611,167 Financial Instruments and Fair Value Measurement: The Company measures fair value of its financial assets on a three-tier value hierarchy, which prioritizes the inputs, used in the valuation methodologies in measuring fair value: Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 - Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable or inputs that can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs which are supported by little or no market activity. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The carrying value of cash, prepaid expenses and other current assets, accounts payable, accrued expenses and all loans and notes payable in the Companys consolidated balance sheets approximated their values as of and September 30, 2015 and 2014 due to their short-term nature. Common stock of Amarantus represents equity investments in common stock that the Company classifies as available for sale. Such investments are carried at fair value in the accompanying consolidated balance sheets. Fair value is determined under the guidelines of GAAP which defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Realized gains and losses, determined using the first-in, first-out (FIFO) method, are included in net income. Unrealized gains and losses considered to be temporary are reported as other comprehensive income loss and are included in equity. Other than temporary declines in the fair value of investment is included in Other Income (Loss) on the statement of income. The common stock of Amarantus is valued at the closing price reported on the active market on which the security is traded. This valuation methodology is considered to be using Level 1 inputs. The common stock of Amarantus was restricted from sale for six months from acquisition pursuant to Security and Exchange Commission Rule 144. The restrictive period has lapsed. The total value of Amarantus common stock at September 30, 2015 is $300,000. The unrealized loss for the year ended September 30, 2015 was $2,700,000 and is considered to be an other than temporary decline in fair value. As such, the loss has been reported on the statement of income for the year ended September 30, 2015. The Company issued notes payable that contained conversion features which were accounted for separately as derivative liabilities and measured at fair value on a recurring basis. Changes in fair value are charged to other income (expenses) as appropriate. The fair value of the derivative liabilities was determined based on Level 2 inputs utilizing observable quoted prices for similar instruments in active markets and observable quoted prices for identical or similar instruments in markets that are not very active. Derivative liabilities totaled $-0- and $5,164 as of September 30, 2015 and 2014, respectively. See Note G - Notes Payable - Convertible Promissory Notes for additional information. Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Such estimation includes the selection of assumptions underlying the calculation of the fair value of options. Actual results could differ from those estimates. Stock-Based Compensation: The Company accounts for stock-based compensation in accordance with FASB ASC 718, Compensation - Stock Compensation The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with FASB ASC 505, Equity Income Taxes: The Company accounts for income taxes in accordance with accounting guidance FASB ASC 740, " Income Taxes The Company has adopted the provisions of FASB ASC 740-10-05 " Accounting for Uncertainty in Income Taxes Recently Issued Accounting Pronouncements: In May 2014, the FASB issued ASU 2014-09 Revenue from Contracts with Customers (Topic 606) Revenue Recognition In June 2014, ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entitys Ability to Continue as a Going Concern (ASU No. 2014-15) was issued. Before the issuance of ASU 2014-15, there was no guidance in U.S. GAAP about managements responsibility to evaluate whether there is substantial doubt about an entitys ability to continue as a going concern or to provide related footnote disclosures. This guidance is expected to reduce the diversity in the timing and content of footnote disclosures. ASU 2014-15 requires management to assess an entitys ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards as specified in the guidance. ASU 2014-15 becomes effective for the annual period ending at December 15, 2016 and for annual and interim periods thereafter. Early adoption is permitted. The Company is currently evaluating the effects of adopting ASU 2014-15 on its consolidated financial statements but the adoption is not expected to have a significant impact. In February 2015, the FASB issued ASU 2015-02, Consolidation In April 2015, the FASB issued ASU 2015-03, InterestImputation of Interest (Subtopic 835-30) In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes Income Taxes All other recent pronouncements issued by the FASB or other authoritative standards groups with future effective dates are either not applicable or are not expected to be significant to the condensed financial statements of the Company. |
SALE OF ASSET
SALE OF ASSET | 12 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
SALE OF ASSET | On November 7, 2014, the Company entered into a Sale Agreement with Amarantus, Clark Corporate Law Group LLP ("CCLG") and Gordon & Rees, LLP (Gordon & Rees). Under the Sale Agreement, the Company agreed to sell to Amarantus all of its rights and claims in the Lonza Litigation. These include all of the Cutanogen intellectual property rights and any Lonza manufacturing know-how technology. In addition, the Company has agreed to sell its PermaDerm® trademark and related intellectual property rights associated with it. The purchase price to be paid by Amarantus was of: (i) $3,500,000 in cash, and (ii) shares of common stock in Amarantus having a value of $3,000,000. A portion of the cash purchase price is allocated to repay debt. On January 30, 2015, the agreement was amended whereby the cash portion of the purchase price was increased by $100,000 to $3,600,000 and the final payment was extended to February 20, 2015. The final payment of $2,500,000 was received on February 24, 2015. The payments to CCLG, satisfied in full the obligations owed to CCLG under its secured promissory note. The $3,000,000 in Amarantus common stock was satisfied by the issuance of 37,500,000 shares of Amarantus common stock from Amarantus to the Company. In addition to the sale price, Amarantus paid Gordon & Rees $450,000 at closing. The payment to Gordon & Rees was to satisfy in full all contingent litigation fees and costs owed to Gordon & Rees in connection with the Lonza Litigation. During fiscal 2015, the Company recorded a gain on sale of assets in the amount of $6,604,431. In addition, as a result of the Sale Agreement, the Company determined that it is no longer liable for accounts payable to Lonza in the amount of $973,374. The liability has been reversed and is included in operating expenses as an item of income. The Company also granted to Amarantus an exclusive five (5) year option to license any engineered skin designed for the treatment of patients designated as severely burned by the FDA developed by the Company. Amarantus can exercise this option at a cost of $10,000,000 plus a royalty of 5% on gross revenues in excess of $150 million. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLES ASSETS | As discussed in Note A, the Company paid $3,000,000 to Lonza in 2010 to purchase an exclusive know-how license and assistance in gaining FDA approval. The $3,000,000 payment was recorded as an intangible asset. Due to ongoing disputes and pending any settlement of the lawsuit, the Company subsequently determined that the value of the intangible asset and related intellectual property had been fully impaired. As a result, the balance of the intangible asset was $-0- at September 30, 2014. In August 2010, the Company paid $7,500 and obtained the rights to the trademarks PermaDerm® and TempaDerm® from KJR-10 Corp. As discussed above in Note C, the Company sold its intangible assets on November 7, 2014. At September 30, 2015 and 2014, intangible assets totaled $-0- and $7,500, respectively. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 12 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
ACCRUED EXPENSES | Accrued expenses consisted of the following: September 30, 2015 2014 Registration penalty $ 250,203 $ 250,203 Salaries and payroll taxes 784,251 1,163,389 Professional fees 194,590 216,472 Interest 57,342 110,026 $ 1,286,386 $ 1,740,090 |
LOANS PAYABLE
LOANS PAYABLE | 12 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
LOANS PAYABLE | Loan Payable: In February 2011, an investor advanced $10,000. The loan does not bear interest and is due on demand. At both September 30, 2015 and 2014, the loan payable totaled $10,000. Loans Payable - Related Parties: In October 2011, Craig Eagle, a director of the Company, made advances to the Company. The loan bore interest at 5% and was due on demand. At September 30, 2014, the loan balance was $38,221 and was repaid in April 2015. John Weber, the Companys Chief Financial Officer, has made advances to the Company. The loan bore interest at 5% and was due on demand. At September 30, 2014, the loan balance was $122,100 and was repaid in April 2015. Randall McCoy, the Companys Chief Executive Officer, has made advances to the Company. The loan bears interest at 5% and is due on demand. During the year ended September 30, 2015, $95,000 of Company expenses paid directly by McCoy were submitted for reimbursement. These expenses had not been reimbursed to McCoy by a former underwriter. At September 30, 2015 and 2014, the loan balance was $95,000 and $8,500, respectively. In March through September 2014, the Company received other advances from related parties totaling $35,696. The loans bore interest at 5% and were due on demand. At September 30, 2014 the loan balances were $36,996 and were repaid in April 2015. At September 30, 2015 and 2014, loans payable - related parties totaled $95,000 and $205,817, respectively. |
NOTES PAYABLE
NOTES PAYABLE | 12 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
NOTES PAYABLE | Note Payable - Insurance Financing In September 2014, the Company renewed its policy and financed premiums totaling $51,613. The note required an initial down payment of $10,322 and was payable over a nine-month term. The note was paid in full in June 2015 in accordance with the original terms. The balance of the loan was $51,613 at September 30, 2014. Bridge Financing: On December 21, 2011, the Company issued a $150,000 promissory note (Note 2) to an individual. Note 2 bore interest so that the Company would repay $175,000 on the maturity date of June 21, 2012, which correlated to an effective rate of 31.23%. Additional interest of 10% will be charged on any late payments. Note 2 was not paid at the maturity date and the Company is incurring additional interest described above. At both September 30, 2015 and 2014, the Note 2 balance was $175,000. In May 2013, the Company issued a convertible promissory note (Note 29) totaling $25,000 to an individual. Note 29 bore interest at the rate of 8% per annum and was due in November 2013. Note 29 and accrued interest thereon were convertible into shares of common stock at the rate of $0.05 per share and automatically converted on the maturity date unless paid sooner by the Company. The Company did not record a discount for the conversion feature as the conversion price was greater than the price of the common stock on the issuance date. At maturity, the principal and interest were scheduled to convert to 520,055 shares of common stock but the individual waived the conversion of the principal and accrued interest. At September 30, 2014 the Note 29 balance was $25,000. In February 2015 the note was repaid full. In August 2013, the Company issued convertible promissory notes (Note 35-36) totaling $250,000 to two individuals. The notes bore interest at the rate of 8% per annum and were due in August 2014. The principal and accrued interest thereon were convertible into shares of common stock at the rate of $0.03 per share and automatically convert on the maturity dates unless paid sooner by the Company. The Company did not record discounts for the conversion features as the conversion prices were greater than the prices of the common stock on the issuance dates. At maturity, the principal and interest were scheduled to automatically convert into 4,500,000 shares of common stock but the individuals waived the conversion of the principal and accrued interest. At September 30, 2014, the balance of Notes 35-36 was $250,000. In February 2015 the notes were repaid full. On December 31, 2013, the Company issued a convertible promissory note (Note 37) totaling $75,000 to an individual. The note bore interest at the rate of 8% per annum and was due in May 2014. The principal and accrued interest thereon were convertible into shares of common stock at the rate of $0.02 per share and automatically converted on the maturity date unless paid sooner by the Company. In addition, at the date of conversion, the Company was to issue a two-year warrant to purchase an additional 937,500 shares of common stock at $0.25 per share. The warrant has not been issued. For financial reporting purposes, the Company recorded discounts of $20,455 to reflect the value of the warrant and a discount of $54,545 to reflect the value of the beneficial conversion feature. The discount was amortized over the term of Note 37. At maturity, the principal and interest automatically converted and the Company subsequently issued 3,874,110 shares of common stock on March 31, 2015. Convertible Promissory Notes: Lender In October 2012, the Company issued a promissory note to a financial institution (the Lender) to borrow up to a maximum of $225,000. The note bore interest so that the Company would repay a maximum of $250,000 at maturity, which correlated to an effective rate of 10.59%. From inception until February 2014, the Company received $175,000 including $25,000 during the year ended September 30, 2014. Material terms of the note include the following: 1. The Lender may make additional loans in such amounts and at such dates at its sole discretion. 2. The maturity date of each loan is one year after such loan is received. 3. The original interest discount is prorated to each loan received. 4. Principal and accrued interest is convertible into shares of the Companys common stock at the lesser of $0.069 or 65%-70% (as defined) of the lowest trading price in the 25 trading days previous to the conversion. 5. Unless otherwise agreed to in writing by both parties, at no time can the Lender convert any amount of the principal and/or accrued interest owed into common stock that would result in the Lender owning more than 4.99% of the common stock outstanding. 6. There is a one-time interest payment of 10% of amounts borrowed that is due at the maturity date of each loan. 7. At all times during which the note is convertible, the Company shall reserve from its authorized and unissued common stock to provide for the issuance of common stock under the full conversion of the promissory note. The Company will at all times reserve at least 13,000,000 shares of its common stock for conversion. 8. The Company agreed to include on its next registration statement it files, all shares issuable upon conversion of balances due under the promissory note. Failure to do so would result in liquidating damages of 25% of the outstanding principal balance of the promissory note but not less than $25,000. The balance of the notes was $9,592 at September 30, 2014. In October 2014, the remaining balance due on these notes of $9,592 plus accrued interest of $1,499 was converted into 7,920,291 shares of the Companys common stock. The conversion feature contained in the promissory note is considered to be an embedded derivative. The Company bifurcated the conversion feature and recorded a derivative liability on the consolidated balance sheet. The Company recorded the derivative liability equal to its estimated fair value. Such amount was also recorded as a discount to the convertible promissory note and is being amortized to interest expense using the effective interest method. For the years ended September 30, 2015 and 2014 amortization of the debt discount amounted to $7,675 and $64,675, respectively. At September 30, 2014 the unamortized discount was $7,675. The Company is required to mark-to-market the derivative liability at the end of each reporting period. For the year ended September 30, 2014 the Company recorded a loss on the change in fair value of the conversion option of $76,149 and as of September 30, 2014 the fair value of the conversion option was $5,163. CCLG The conversion features contained in the promissory note and the warrant are considered to be embedded derivatives. The Company bifurcated the conversion features and recorded derivative liabilities on the consolidated balance sheet. The Company recorded the derivative liabilities equal to their estimated fair value of $153,300. Such amount was also recorded as a discount to the convertible promissory note and was amortized to interest expense using the effective interest method. For the year ended September 30, 2015 and 2014, amortization of the debt discount amounted to$-0- and $64,104, respectively. At September 30, 2014, the unamortized discount is $-0-. At September 30, 2015 and 2014 the balance of the convertible note was $-0- and $293,700. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | Officers: The Companys principal executive offices are located in Little Falls, New Jersey. The headquarters is located in the offices of McCoy Enterprises LLC, an entity controlled by Mr. McCoy. The office is attached to his residence but has its own entrances, restroom and kitchen facilities. The Company also maintains an office in Pennington, New Jersey, which is the materials and testing laboratory. This office is owned by Materials Testing Laboratory, and the principal is an employee of the Company. No rent is charged for either premise. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | The Company did not incur current tax expense for both the years ended September 30, 2015 and 2014. The provision for income taxes and income tax benefits for the years ended September 30, 2015 and 2014, respectively represents deferred taxes. At September 30, 2015, the Company had available approximately $4.2 million of net operating loss carry forwards which expire in the years 2029 through 2034. However, the use of the net operating loss carryforwards generated prior to September 30, 2011 totaling $0.7 million is limited under Section 382 of the Internal Revenue Code. Section 382 of the Internal Revenue Code of 1986, as amended (the Code), imposes an annual limitation on the amount of taxable income that may be offset by a corporations NOLs if the corporation experiences an ownership change as defined in Section 382 of the Code. Significant components of the Companys deferred tax assets at September 30, 2015 and 2014 are as follows: 2015 2014 Net operating loss carry forwards $ 2,574,628 $ 2,850,535 Unrealized loss 1,080,000 Intangible assets 1,200,000 Stock based compensation 227,201 355,265 Accrued expenses 355,265 539,912 Total deferred tax assets 4,237,094 4,945,712 Valuation allowance (4,237,094 ) (2,116,712 ) Net deferred tax assets $ $ 2,829,000 Due to the uncertainty of their realization, a valuation allowance has been established for all of the income tax benefit as of September 30, 2015 and a portion of the deferred income tax benefit as of September 30, 2014 for these deferred tax assets. The following is a reconciliation of the Companys income tax rate using the federal statutory rate to the actual income tax rate as of September 30, 2015 and 2014: 2015 2014 Federal tax rate 34 % (34 )% Effect of state taxes 6 % (6 )% Adjustment of valuation allowance 92 % (412) % Permanent differences 7 % 3 % Net operating loss carry forward (47 )% 37 % Total 92 % ( 412) % At September 30, 2015 and 2014, the Company had no material unrecognized tax benefits and no adjustments to liabilities or operations were required. The Company does not expect that its unrecognized tax benefits will materially increase within the next twelve months. The Company recognizes interest and penalties related to uncertain tax positions in general and administrative expense. As of September 30, 2015 and 2014, the Company has not recorded any provisions for accrued interest and penalties related to uncertain tax positions. The Company files its federal income tax returns under a statute of limitations. The 2012 through 2015 tax years generally remain subject to examination by federal tax authorities. The Company has not filed any of its state income tax returns since inception. Due to recurring losses, management believes that once such returns are filed, the Company would incur state minimum tax liabilities that were not deemed material to accrue. |
STOCKHOLDERS (DEFICIENCY) EQUIT
STOCKHOLDERS (DEFICIENCY) EQUITY | 12 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
STOCKHOLDERS (DEFICIENCY) EQUITY | Preferred Stock: Series A Series A Preferred pays a dividend of 8% per annum on the stated value and has a liquidation preference equal to the stated value of the shares. Each share of Preferred Stock has an initial stated value of $1 and was convertible into shares of the Companys common stock at the rate of 10 for 1. The dividends are cumulative commencing on the issue date whether or not declared. Dividends amounted to $70,800 and $70,800 for the years ended September 30, 2015 and 2014, respectively. At September 30, 2015 and 2014, dividends payable totaled $322,042 and $251,242, respectively. At both September 30, 2015 and 2014, 885,000 shares of Series A Preferred were outstanding. Series B On January 23, 2012, the Company designated a new class of preferred stock called Series B Convertible Preferred Stock (Series B Preferred). Four million shares have been authorized with a liquidation preference of $2.00 per share. Each share of Series B Preferred is convertible into ten shares of common stock. Holders of Series B Convertible Preferred Stock have a right to a dividend (pro-rata to each holder) based on a percentage of the gross revenue earned by the Company in the United States, if any, and the number of outstanding shares of Series B Convertible Preferred Stock, as follows: Year 1 - Total Dividend to all Series B holders = .03 x Gross Revenue in the U.S. Year 2 - Total Dividend to all Series B holders = .02 x Gross Revenue in the U.S. Year 3 - Total Dividend to all Series B holders = .01 x Gross Revenue in the U.S. At September 30, 2015, no shares of Series B Preferred are outstanding. Common Stock Issuances: 2014 Transactions 1. The Company issued 2,600,000 shares of its common stock for the conversion of notes payable issued under the Bridge Financing and accrued interest. 2. The Company issued 14,840,392 shares of common stock for the conversion of principal and accreted interest owed to the Lender. 3. The Company issued 960,000 shares of common stock for the exercise of a warrant. 4. On December 24, 2013, the Company issued 1,038,751 shares of its common stock as a finders fee to an entity for introducing investors and/or lenders who provided funding to the Company in fiscal 2013. The shares were valued at $35,851. 2015 Transactions 1. The Company issued 7,920,291 shares of its common stock for the conversion of principal and accreted interest owed to the Lender. $7,920 was credited to common stock and $3,171 to additional paid in capital. 2. The Company issued 10,392,967 shares of its common stock that had previously been classified as common stock to be issued upon conversion of principal and accrued interest owed to lenders. $10,393 was credited to common stock and $402,040 was credited to additional paid in capital. 2010 Incentive Plan On December 15, 2010, the board of directors approved the Regenicin, Inc. 2010 Incentive Plan (the Plan). The Plan provides for the granting of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, stock units, performance shares and performance units to the Companys employees, officers, directors and consultants, including incentive stock options, non-qualified stock options, restricted stock, and other benefits. The Plan provides for the issuance of up to 4,428,360 shares of the Companys common stock. On January 6, 2011, the Company approved the issuance of 885,672 options to each of the four members of the board of directors at an exercise price of $0.62 per share. The options originally vested over a three-year period and expire on December 22, 2015. On May 11, 2011, the terms of the options were amended to allow for immediate vesting. On December 10, 2013, the exercise price of the options was changed to $0.035 per share. As a result, the Company revalued the options as required under generally accepted accounting principles and recognized an expense of $27,556. The options were revalued utilizing the Black-Scholes option pricing model with the following assumptions: exercise price: $0.035 - $0.62; expected volatility: 20.71%; risk-free rate: 0.13% - 0.14%; expected term: 1 year. On January 15, 2015, the Company entered into a stock option agreement with an officer of the Company. The agreement grants the Officer an option to purchase 10 million shares of common stock at $0.02 per share. The agreement expires on January 15, 2019. The options were valued utilizing the Black-Scholes option pricing model with the following assumptions: exercise price: $0.02; expected volatility: 22.16%; risk-free rate: .75%; expected term: 3 years. The grant date fair value per share was $0.003 and the options vest immediately. Expected life is determined using the simplified method permitted by Staff Accounting Bulletin No. 107. The stock volatility factor is based on the Nasdaq Biotechnology Index. The Company did not use the volatility rate for Companys common stock as the Companys common stock had not been trading for the sufficient length of time to accurately compute its volatility when these options were issued. Stock based compensation amounted to $32,365 and $27,556 for the year ended September 30, 2015 and 2014, respectively. Option activity for 2014 and 2015 is summarized as follows: Weighted Average Options Exercise Price Options outstanding, October 1, 2013 5,542,688 $ 0.19 Granted Forfeited Options outstanding, September 30, 2014 5,542,688 $ 0.19 Granted 10,000,000 $ 0.02 Forfeited Options outstanding, September 30, 2015 15,542,688 $ 0.08 Aggregate intrinsic value $ 0.00 The aggregate intrinsic value was calculated based on the positive difference between the closing market price of the Companys Common Stock and the exercise price of the underlying options. The following table summarizes information regarding stock options outstanding at September 30, 2015: Weighted Average Remaining Options Exercisable Weighted Average Ranges of prices Number Contractual Exercise Number Exercise $ 0.020 10,000,000 4.29 $ 0.020 10,000,000 $ 0.020 $ 0.035 3,542,688 .27 $ 0.035 3,542,688 $ 0.035 $ 0.460 2,000,000 .14 0.460 2,000,000 0.460 $0.020-$0.46 15,542,688 2.84 $ 0.080 15,542,688 $ 0.080 As of September 30, 2015, there was no unrecognized compensation cost related to non-vested options granted. Warrants: In fiscal 2014 in connection with the issuance of convertible notes the Company issued warrants to purchase 1,407,500 shares of common stock at a per share exercise prices ranging from $0.001 to $0.50. These warrants were valued utilizing a Black-Scholes option pricing model with the following assumptions: exercise price: $0.001 - $0.50; expected volatility: 20.88%; risk-free rate: 0.11% - 0.13%; expected term: .5 year - 1year. The expected life is the number of years that the Company estimates, based upon history, that warrants will be outstanding prior to exercise or forfeiture. Expected life is determined using the simplified method permitted by Staff Accounting Bulletin No. 107. The stock volatility factor is based on the Nasdaq Biotechnology Index. The Company did not use the volatility rate for Companys common stock as the Companys common stock had not been trading for the sufficient length of time to accurately compute its volatility when these options were issued. A summary of the warrants outstanding at September 30, 2015 is as follows : Exercise Expiration Warrants Price Date 50,000 Various 2018 $ 672,500 $ 0.15 2018 937,500 $ 0.25 2016 150,000 $ 0.50 2015 10,000 $ 0.75 2016 $ 66,667 $ 1.50 2016 1,886,667 Registration Penalties: On August 16, 2010, the Company sold 4,035,524 shares of common stock as part of a Securities Purchase Agreement with certain accredited investors (the Purchasers) pursuant to the closing of the Private Placement Offering (the Offering). Pursuant to a Registration Rights Agreement that accompanied the Securities Purchase Agreement, the Company agreed to file an initial registration statement covering the resale of the common stock no later than 45 days from the closing of the Offering and to have such registration statement declared effective no later than 180 days from filing of the registration statement. If the Company did not timely file the registration statement, cause it to be declared effective by the required date, or maintain the filing, then each Purchaser in the offering was entitled to liquidated damages equal to 1% of the aggregate purchase price paid by such Purchaser for the securities, and an additional 1% for each month that the Company did not file the registration statement, cause it to be declared effective, or fail to maintain the filing (subject to a maximum penalty of 10% of the aggregate purchase price). The Offering closed on August 16, 2010. The Company did not file an initial registration statement and accrued liquidating damages from October 1, 2010. Registration penalties totaled $250,203 for the year ended September 30, 2011. The registration penalties have not been paid and are included in accrued expenses in the consolidated balance sheets as of September 30, 2014 and 2013. No actions have been taken by the investors to collect the penalty. |
SUMMARY OF SIGNIFICANT ACCOUN17
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | The accompanying consolidated financial statements include the accounts of Regenicin and its wholly-owned subsidiary. All significant inter-company balances and transactions have been eliminated. |
Reclassifications | Dividends payable have been reclassified from accrued expenses in the 2014 balance sheet to conform to the 2015 presentation. |
Going Concern | The Company's consolidated financial statements have been prepared assuming that the Company will continue as a going concern which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has incurred cumulative losses of approximately $11 million from inception, expects to incur further losses in the development of its business and has been dependent on funding operations through the issuance of convertible debt and private sale of equity securities. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company intends on using the proceeds from the Asset Sale to fund operations. Once the funds are exhausted, management plans to finance operations through the private or public placement of debt and/or equity securities. However, no assurance can be given at this time as to whether the Company will be able to obtain such financing. The consolidated financial statements do not include any adjustment relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Development Stage Activities and Operations | In June 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation |
Intangible assets | Intangible assets, which include purchased licenses, patents and patent rights, are stated at cost and amortized using the straight-line method over their useful lives based upon the pattern in which the expected benefits will be realized, or on a straight-line basis, whichever is greater (see Note D). Such amortization will begin once the Company has a saleable product. As discussed below in Note C, the Company sold its intangible assets on November 7, 2014. The Company reviews intangible assets subject to amortization whenever events or changes in circumstances indicate that the carrying amount of such an asset may not be recoverable. Recoverability of these assets is measured by comparison of their carrying amount to the future undiscounted cash flows the assets are expected to generate. If such assets are considered impaired, the impairment to be recognized is equal to the amount by which the carrying value of the assets exceeds their fair value determined by either a quoted market price, if any, or a value determined by utilizing a discounted cash flow technique. In assessing recoverability, the Company must make assumptions regarding estimated future cash flows and discount factors. If these estimates or related assumptions change in the future, the Company may be required to record impairment charges. |
Research and development | |
Income per share | Basic income per share is computed by dividing the net income by the weighted average number of common shares outstanding during the period. Diluted loss per share give effect to dilutive convertible securities, options, warrants and other potential common stock outstanding during the period, only in periods in which such effect is dilutive. The following table summarizes the components of the income per common share calculation: Year Ended 2015 2014 Income Per Common Share - Basic: Net income available to common stockholders $ 171,799 $ 2,069,322 Weighted-average common shares outstanding 153,262,851 132,966,528 Basic income per share $ 0.00 $ 0.02 Income Per Common Share - Diluted: Net income $ 171,799 $ 2,069,322 Weighted-average common shares outstanding 153,262,851 132,966,528 Convertible preferred stock 8,850,000 8,850,000 Stock options 1,500 Convertible debentures ---- 14,209,256 Weighted-average common shares outstanding and common share equivalents 162,114,351 156,025,784 Diluted income per share $ 0.00 $ .01 The following securities have been excluded from the calculation of net loss per share, as their effect would be anti-dilutive: Shares of Common Stock Issuable upon Conversion/Exercise as of September 30, 2015 2014 Options 5,542,688 5,542,688 Warrants 3,611,167 3,611,167 |
Fair Value of Financial Instruments | The Company measures fair value of its financial assets on a three-tier value hierarchy, which prioritizes the inputs, used in the valuation methodologies in measuring fair value: Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 - Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable or inputs that can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs which are supported by little or no market activity. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The carrying value of cash, prepaid expenses and other current assets, accounts payable, accrued expenses and all loans and notes payable in the Companys consolidated balance sheets approximated their values as of and September 30, 2015 and 2014 due to their short-term nature. Common stock of Amarantus represents equity investments in common stock that the Company classifies as available for sale. Such investments are carried at fair value in the accompanying consolidated balance sheets. Fair value is determined under the guidelines of GAAP which defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Realized gains and losses, determined using the first-in, first-out (FIFO) method, are included in net income. Unrealized gains and losses considered to be temporary are reported as other comprehensive income loss and are included in equity. Other than temporary declines in the fair value of investment is included in Other Income (Loss) on the statement of income. The common stock of Amarantus is valued at the closing price reported on the active market on which the security is traded. This valuation methodology is considered to be using Level 1 inputs. The common stock of Amarantus was restricted from sale for six months from acquisition pursuant to Security and Exchange Commission Rule 144. The restrictive period has lapsed. The total value of Amarantus common stock at September 30, 2015 is $300,000. The unrealized loss for the year ended September 30, 2015 was $2,700,000 and is considered to be an other than temporary decline in fair value. As such, the loss has been reported on the statement of income for the year ended September 30, 2015. The Company issued notes payable that contained conversion features which were accounted for separately as derivative liabilities and measured at fair value on a recurring basis. Changes in fair value are charged to other income (expenses) as appropriate. The fair value of the derivative liabilities was determined based on Level 2 inputs utilizing observable quoted prices for similar instruments in active markets and observable quoted prices for identical or similar instruments in markets that are not very active. Derivative liabilities totaled $-0- and $5,164 as of September 30, 2015 and 2014, respectively. See Note x - Notes Payable - Convertible Promissory Notes for additional information. |
Use of Estimates | The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Such estimation includes the selection of assumptions underlying the calculation of the fair value of options. Actual results could differ from those estimates. |
Stock-Based Compensation | The Company accounts for stock-based compensation in accordance with FASB ASC 718, Compensation - Stock Compensation The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with FASB ASC 505, Equity |
Income Taxes | The Company accounts for income taxes in accordance with accounting guidance FASB ASC 740, " Income Taxes The Company has adopted the provisions of FASB ASC 740-10-05 " Accounting for Uncertainty in Income Taxes |
Recently Issued Accounting Pronouncements | In May 2014, the FASB issued ASU 2014-09 Revenue from Contracts with Customers (Topic 606) Revenue Recognition In June 2014, ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entitys Ability to Continue as a Going Concern (ASU No. 2014-15) was issued. Before the issuance of ASU 2014-15, there was no guidance in U.S. GAAP about managements responsibility to evaluate whether there is substantial doubt about an entitys ability to continue as a going concern or to provide related footnote disclosures. This guidance is expected to reduce the diversity in the timing and content of footnote disclosures. ASU 2014-15 requires management to assess an entitys ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards as specified in the guidance. ASU 2014-15 becomes effective for the annual period ending at December 15, 2016 and for annual and interim periods thereafter. Early adoption is permitted. The Company is currently evaluating the effects of adopting ASU 2014-15 on its consolidated financial statements but the adoption is not expected to have a significant impact. In February 2015, the FASB issued ASU 2015-02, Consolidation In April 2015, the FASB issued ASU 2015-03, InterestImputation of Interest (Subtopic 835-30) In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes Income Taxes All other recent pronouncements issued by the FASB or other authoritative standards groups with future effective dates are either not applicable or are not expected to be significant to the condensed financial statements of the Company. |
SUMMARY OF SIGNIFICANT ACCOUN18
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Schedule Of Income Loss per Common Share | Year Ended 2015 2014 Income Per Common Share - Basic: Net income available to common stockholders $ 171,799 $ 2,069,322 Weighted-average common shares outstanding 153,262,851 132,966,528 Basic income per share $ 0.00 $ 0.02 Income Per Common Share - Diluted: Net income $ 171,799 $ 2,069,322 Weighted-average common shares outstanding 153,262,851 132,966,528 Convertible preferred stock (2014 restated) 8,850,000 44,250,000 Stock options 1,500 Convertible debentures ---- 14,209,256 Weighted-average common shares outstanding and common share equivalents 162,114,351 191,425,784 Diluted income per share $ 0.00 $ .01 |
Schedule of Loss Per Share Exclusions | Shares of Common Stock Issuable upon Conversion/Exercise as of September 30, 2015 2014 Options 5,542,688 5,542,688 Warrants 3,611,167 3,611,167 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Scheduel of Accrued Expenses | September 30, 2015 2014 Registration penalty $ 250,203 $ 250,203 Salaries and payroll taxes 784,251 1,163,389 Professional fees 194,590 216,472 Interest 57,342 110,026 $ 1,286,386 $ 1,740,090 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Deferred Tax Assets | 2015 2014 Net operating loss carry forwards $ 2,574,628 $ 2,850,535 Unrealized loss 1,080,000 Intangible assets 1,200,000 Stock based compensation 227,201 355,265 Accrued expenses 355,265 539,912 Total deferred tax assets 4,237,094 4,945,712 Valuation allowance (4,237,094 ) (2,116,712 ) Net deferred tax assets $ $ 2,829,000 |
Schedule Of Effective Income Tax Rate | 2015 2014 Federal tax rate 34 % (34 )% Effect of state taxes 6 % (6 )% Adjustment of valuation allowance 92 % 412 % Permanent differences 7 % 3 % Net operating loss carry forward (47 )% 37 % Total 92 % 412 % |
STOCKHOLDERS (DEFICIENCY) EQU21
STOCKHOLDERS (DEFICIENCY) EQUITY (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Schedule of Option Activity | Weighted Average Options Exercise Price Options outstanding, October 1, 2013 5,542,688 $ 0.19 Granted Forfeited Options outstanding, September 30, 2014 5,542,688 $ 0.19 Granted 10,000,000 $ 0.02 Forfeited Options outstanding, September 30, 2015 15,542,688 $ 0.08 Aggregate intrinsic value $ 0.00 |
Schedule of Stock Options | Weighted Average Remaining Options Exercisable Weighted Average Ranges of prices Number Contractual Exercise Number Exercise $ 0.020 10,000,000 4.29 $ 0.020 10,000,000 $ 0.020 $ 0.035 3,542,688 .27 $ 0.035 3,542,688 $ 0.035 $ 0.460 2,000,000 .14 0.460 2,000,000 0.460 $0.020-$0.46 15,542,688 2.84 $ 0.080 15,542,688 $ 0.080 |
Schedule of Warrants Outstanding | Exercise Expiration Warrants Price Date 50,000 Various 2018 $ 672,500 $ 0.15 2018 937,500 $ 0.25 2016 150,000 $ 0.50 2015 10,000 $ 0.75 2016 $ 66,667 $ 1.50 2016 1,886,667 |
THE COMPANY (Details Narrative)
THE COMPANY (Details Narrative) - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Date Of Incorporation | Sep. 6, 2007 | |
Payment to Acquire Intangible Assets | $ (10,000) | |
Purchase Price | $ 3,600,000 | |
Sale Agreement | ||
Date of Agreement | Nov. 7, 2014 | |
Purchase Price | $ 3,500,000 |
Schedule of Income Loss per Com
Schedule of Income Loss per Common Share (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Income (Loss) Per Common Share Basic | ||
Net income attributable to common stockholders | $ 171,799 | $ 2,069,322 |
Weighted average number of shares outstanding Basic | 153,262,851 | 132,966,528 |
Basic income (loss) per share | $ 0 | $ 0.02 |
Income (Loss) Per Common Share Diluted | ||
Net income attributable to common stockholders | $ 171,799 | $ 2,069,322 |
Weighted average number of shares outstanding Basic | 153,262,851 | 132,966,528 |
Convertible preferred stock | $ 8,850,000 | $ 44,250,000 |
Stock Options | $ 1,500 | |
Convertible debentures | $ 14,209,256 | |
Weighted average number of shares outstanding Diluted | 162,114,351 | 191,425,784 |
Income (loss) per share Diluted | $ 0 | $ 0.01 |
LOSS PER SHARE - Schedule Of In
LOSS PER SHARE - Schedule Of Income Loss per Common Share Exclusions (Details) - shares | Sep. 30, 2015 | Sep. 30, 2014 |
Earnings Per Share [Abstract] | ||
Options | 5,542,688 | 5,542,688 |
Warrants | 3,611,167 | 3,663,667 |
SUMMARY OF SIGNIFICANT ACCOUN25
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Accounting Policies [Abstract] | ||
Impairment of intangible asset | $ 3,000,000 | |
Derivative liabilities | $ 5,164 |
SALE OF ASSET (Details Narrativ
SALE OF ASSET (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | |
Common Stock of Amarantus received | $ (3,000,000) | $ (3,000,000) | ||
Purchase Price | 3,600,000 | |||
Gain on sale of assets | 6,604,431 | $ 6,604,431 | ||
Sale Agmt Amendment | ||||
Date of Agreement | Jan. 30, 2015 | |||
Purchase Price | $ 3,600,000 | |||
Exclusive License Grant | ||||
Purchase Price | $ 10,000,000 | |||
Option, Term | P5Y | |||
Royalty Fee | 5.00% | |||
Sale Agreement | ||||
Date of Agreement | Nov. 7, 2014 | |||
Common Stock of Amarantus received | $ 3,000,000 | |||
Purchase Price | $ 3,500,000 | |||
Common Stock of Amarantus received, shares | 37,500,000 |
INTANGIBLE ASSETS (Details Narr
INTANGIBLE ASSETS (Details Narrative) - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2010 | |
Payment to Acquire Intangible Assets | $ (10,000) | ||
Intangible assets | $ 7,500 | ||
Impairment of intangible asset | $ 3,000,000 | ||
Know How SPA | |||
Intangible assets | $ 0 | ||
KJR 10 Corp | |||
Payment to Acquire Intangible Assets | $ 7,500 |
ACCRUED EXPENSES - Schedule Of
ACCRUED EXPENSES - Schedule Of Accrued Expenses (Details) - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
Notes to Financial Statements | ||
Registration penalty | $ 250,203 | $ 250,203 |
Salaries and payroll taxes | 784,251 | 1,163,389 |
Professional fees | 194,590 | 216,472 |
Interest | 57,342 | 110,026 |
Accrued Expenses | $ 1,286,386 | $ 1,740,090 |
LOANS PAYABLE (Details Narrativ
LOANS PAYABLE (Details Narrative) - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 | Feb. 28, 2011 |
Loan payable | $ 10,000 | $ 10,000 | |
Loans payable - related parties | 95,000 | 205,817 | |
Investor | |||
Loan payable | 10,000 | 10,000 | $ 10,000 |
Director | |||
Loans payable - related parties | 0 | 38,221 | |
Chief Executive Officer | |||
Loans payable - related parties | 95,000 | 0 | |
Chief Financial Officer | |||
Loans payable - related parties | 0 | 122,100 | |
Related Party Other | |||
Loans payable - related parties | $ 0 | $ 36,996 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |
Feb. 28, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Note payable - insurance financing | $ 51,613 | ||
Amortization of debt discounts | $ 7,675 | 155,576 | |
Insurance Financing #2 | |||
Date of Agreement | Sep. 30, 2014 | ||
Note payable - insurance financing | $ 51,613 | ||
Note payable - insurance financing, down payment | 10,322 | ||
Debt Instrument, Principal | $ 0 | 51,613 | |
Promissory Note 2 | |||
Date of Note | Dec. 21, 2011 | ||
Convertible Notes Payable | $ 150,000 | ||
Convertible Notes Payable, amount to be repaid | $ 175,000 | ||
Interest rate | 31.23% | ||
Additional interest rate if late | 10.00% | ||
Maturity Date | Jun. 21, 2012 | ||
Convertible Notes Payable, Balance | $ 175,000 | 175,000 | |
Promissory Note 29 | |||
Date of Note | May 31, 2013 | ||
Convertible Notes Payable | $ 25,000 | ||
Interest rate | 8.00% | ||
Maturity Date | Nov. 30, 2013 | ||
Conversion price per share | $ 0.05 | ||
Convertible Notes Payable, Balance | $ 0 | 25,000 | |
Promissory Note 35 to 36 | |||
Date of Note | Aug. 31, 2013 | ||
Convertible Notes Payable | $ 250,000 | ||
Interest rate | 8.00% | ||
Conversion price per share | $ 0.03 | ||
Convertible Notes Payable, Balance | $ 0 | 250,000 | |
Promissory Note 37 | |||
Date of Agreement | Dec. 31, 2013 | ||
Convertible Notes Payable | $ 75,000 | ||
Interest rate | 8.00% | ||
Maturity Date | May 31, 2014 | ||
Conversion price per share | $ 0.02 | ||
Discount on debt | $ 20,455 | ||
Beneficial Conversion Feature | $ 54,545 | ||
Common stock issued | 3,874,110 | ||
Warrants to purchase issued | 937,500 | ||
Warrants to purchase issued, price per share | $ 0.25 | ||
Promissory Note To Lender | |||
Date of Agreement | Oct. 31, 2012 | ||
Debt Instrument, Principal | $ 225,000 | ||
Convertible Notes Payable, Repayment | $ 175,000 | ||
Interest rate | 10.59% | ||
Shares issued pursuant to Convertible Notes Payable | 7,920,291 | ||
Convertible Notes Payable, Balance | $ 9,592 | ||
Accreted Interest | 1,499 | ||
Amortization of debt discounts | $ 0 | 64,675 | |
Loss (Gain) on the change in fair value of the conversion option | 76,149 | ||
Fair value of the conversion option | 5,163 | ||
Debt Discount, Amortized | 7,675 | ||
Debt Instrument Description | 1. The Lender may make additional loans in such amounts and at such dates at its sole discretion. 2. The maturity date of each loan is one year after such loan is received. 3. The original interest discount is prorated to each loan received. 4. Principal and accrued interest is convertible into shares of the Companys common stock at the lesser of $0.069 or 65%-70% (as defined) of the lowest trading price in the 25 trading days previous to the conversion. 5. Unless otherwise agreed to in writing by both parties, at no time can the Lender convert any amount of the principal and/or accrued interest owed into common stock that would result in the Lender owning more than 4.99% of the common stock outstanding. 6. There is a one-time interest payment of 10% of amounts borrowed that is due at the maturity date of each loan. 7. At all times during which the note is convertible, the Company shall reserve from its authorized and unissued common stock to provide for the issuance of common stock under the full conversion of the promissory note. The Company will at all times reserve at least 13,000,000 shares of its common stock for conversion. 8. The Company agreed to include on its next registration statement it files, all shares issuable upon conversion of balances due under the promissory note. Failure to do so would result in liquidating damages of 25% of the outstanding principal balance of the promissory note but not less than $25,000. | ||
Convertible Note To Vendor | |||
Date of Note | May 31, 2013 | ||
Convertible Notes Payable | $ 293,700 | ||
Interest rate | 12.00% | ||
Maturity Date | Aug. 31, 2014 | ||
Conversion price per share | $ 0.04 | ||
Convertible Notes Payable, Balance | $ 0 | 293,700 | |
Warrants to purchase issued | 50,000 | ||
Warrants to purchase issued, price per share | $ 0.04 | ||
Warrants to purchase issued, term | P5Y | ||
Fair Value of Derivative Liability | $ 153,300 | ||
Amortization of debt discounts | 0 | 64,104 | |
Loss (Gain) on the change in fair value of the conversion option | (533,393) | 193,247 | |
Fair value of the conversion option | $ 0 | 0 | |
Debt Discount, Amortized | $ 0 |
INCOME TAXES - Deferred Tax Ass
INCOME TAXES - Deferred Tax Assets (Details) - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
Deferred tax asset attributable to: | ||
Net operating loss carryover | $ 2,574,628 | $ 2,850,535 |
Unrealized loss | $ 1,080,000 | |
Intangible assets | $ 1,200,000 | |
Stock based compensation | $ 227,201 | 355,265 |
Accrued expenses | 355,265 | 539,912 |
Total deferred tax assets | 4,237,094 | 4,945,712 |
Valuation allowance | (4,237,094) | (2,116,712) |
Net deferred tax asset | $ 0 | $ 2,829,000 |
INCOME TAXES - Schedule Of Effe
INCOME TAXES - Schedule Of Effective Income Tax Rate (Details) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Notes to Financial Statements | ||
Federal tax rate | 34.00% | (34.00%) |
Effect of state taxes | 6.00% | (6.00%) |
Reversal of valuation allowance | 92.00% | (412.00%) |
Permanent differences | 7.00% | 3.00% |
Net operating loss carry forward | (47.00%) | 37.00% |
Total | 92.00% | (412.00%) |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Operating Loss Carryforwards | $ 4,200,000 | |
Carryforward Expiration Date | Jan. 1, 2034 |
STOCKHOLDERS (DEFICIENCY) EQU34
STOCKHOLDERS (DEFICIENCY) EQUITY - Schedule of Option Activity (Details) - $ / shares | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Other Liabilities Disclosure [Abstract] | ||
Beginning Balance, Issued Options | 5,542,688 | 5,542,688 |
Beginning Balance, Average Exercise Price | $ 0.19 | $ 0.19 |
Granted, Options | 10,000,000 | |
Granted, Average Exercise Price | $ 0.02 | |
Forfeited, Options | ||
Forfeited, Average Exercise Price | ||
Ending Balance, Issued Options | 15,542,688 | 5,542,688 |
Ending Balance, Average Exercise Price | $ 0.08 | $ 0.19 |
STOCKHOLDERS (DEFICIENCY) EQU35
STOCKHOLDERS (DEFICIENCY) EQUITY - Schedule of Stock Options (Details) | 12 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Stock Options 1 | |
Number Outstanding | shares | 2,000,000 |
Weighted Average Remaining Contractual Life | 1 year |
Weighted Average Remaining Exercise Price | $ / shares | $ 0.46 |
Options Exercisable Weighted Average Number Exercisable | shares | 2,000,000 |
Options Exercisable Weighted Average Exercise Price | $ / shares | $ 0.46 |
Stock Options 2 | |
Number Outstanding | shares | 3,542,688 |
Weighted Average Remaining Contractual Life | 1 year |
Weighted Average Remaining Exercise Price | $ / shares | $ 0.035 |
Options Exercisable Weighted Average Number Exercisable | shares | 3,542,688 |
Options Exercisable Weighted Average Exercise Price | $ / shares | $ 0.035 |
Stock Options 3 | |
Number Outstanding | shares | 10,000,000 |
Weighted Average Remaining Contractual Life | 4 years |
Weighted Average Remaining Exercise Price | $ / shares | $ 0.020 |
Options Exercisable Weighted Average Number Exercisable | shares | 10,000,000 |
Options Exercisable Weighted Average Exercise Price | $ / shares | $ 0.020 |
Stock Options (total) | |
Number Outstanding | shares | 15,542,688 |
Weighted Average Remaining Contractual Life | 2 years |
Weighted Average Remaining Exercise Price | $ / shares | $ 0.080 |
Options Exercisable Weighted Average Number Exercisable | shares | 15,542,688 |
Options Exercisable Weighted Average Exercise Price | $ / shares | $ 0.080 |
STOCKHOLDERS (DEFICIENCY) EQU36
STOCKHOLDERS (DEFICIENCY) EQUITY - Schedule of Warrants Outstanding (Details) | 12 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Warrant 1 | |
Warrant Amount | 50,000 |
Expiration Date | Jan. 1, 2018 |
Warrant 3 | |
Warrant Amount | 672,500 |
Exercise Price | $ / shares | $ 0.15 |
Expiration Date | Jan. 1, 2018 |
Warrant 4 | |
Warrant Amount | 937,500 |
Exercise Price | $ / shares | $ 0.25 |
Expiration Date | Jan. 1, 2016 |
Warrant 5 | |
Warrant Amount | 150,000 |
Exercise Price | $ / shares | $ 0.50 |
Expiration Date | Jan. 1, 2015 |
Warrant 6 | |
Warrant Amount | 10,000 |
Exercise Price | $ / shares | $ .75 |
Expiration Date | Jan. 1, 2016 |
Warrant 8 | |
Warrant Amount | 66,667 |
Exercise Price | $ / shares | $ 1.5 |
Expiration Date | Jan. 1, 2016 |
Warrant (total) | |
Warrant Amount | 1,886,667 |
STOCKHOLDERS (DEFICIENCY) EQU37
STOCKHOLDERS (DEFICIENCY) EQUITY (Details Narrative) - USD ($) | 12 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 10, 2013 | Jan. 06, 2011 | Dec. 15, 2010 | |
Series A Preferred Stock, Shares Authorized | 5,500,000 | 5,500,000 | |||
Common stock, Issued | 157,911,410 | 139,598,152 | |||
Common stock, Value | $ 157,914 | $ 139,601 | |||
Common stock issued, exercise of warrant | 960,000 | ||||
Additional paid-in capital | $ 9,787,578 | $ 8,897,799 | |||
Granted, Options | 10,000,000 | ||||
Granted, Average Exercise Price | $ 0.02 | ||||
Series A Preferred Stock, Issued and outstanding | 885,000 | 885,000 | |||
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 | |||
Stock based compensation - general and administrative | $ 32,365 | $ 27,556 | |||
Stock based compensation - interest expense | $ 89,370 | ||||
Series A | |||||
Series A Preferred Stock, Shares Authorized | 5,500,000 | ||||
Dividends | 70,800 | $ 70,800 | |||
Dividends payable | $ 322,042 | $ 251,242 | |||
Series A Preferred Stock, Issued and outstanding | 885,000 | ||||
Series B | |||||
Series B Preferred Stock, Shares Authorized | 4,000,000 | 4,000,000 | |||
Series B Preferred Stock, Outstanding | 0 | 0 | |||
Lender Conversion | |||||
Common stock, Issued | 7,920,291 | 14,840,392 | |||
Common stock, Value | $ 7,920 | ||||
Additional paid-in capital | $ 3,171 | ||||
Bridge Financing Conversion | |||||
Common stock, Issued | 2,600,000 | ||||
Finders Fee | |||||
Date of Issuance | Dec. 24, 2013 | ||||
Common stock, Issued | 1,038,751 | ||||
Common stock, Value | $ 35,851 | ||||
Lender Conversion #2 | |||||
Common stock, Issued | 10,392,967 | ||||
Common stock, Value | $ 10,393 | ||||
Additional paid-in capital | $ 402,040 | ||||
2010 Incentive Plan | |||||
Common Stock, Shares Authorized | 4,428,360 | ||||
4 Board Members | |||||
Common Stock Option, Issued | 885,672 | ||||
Common Stock Option, Exercise Price | $ 0.035 | $ 0.62 | |||
Common Stock Option, Value | $ 27,556 | ||||
Stock Options 3 | |||||
Date of Issuance | Jan. 15, 2015 | ||||
Granted, Options | 10,000,000 | ||||
Granted, Average Exercise Price | $ 0.02 | ||||
Option Expiration Date | Jan. 15, 2019 | ||||
Note Conversion | |||||
Warrants issued | 1,407,500 | ||||
Warrants issued, exercise price | $ 0.001 | ||||
Warrants issued, exercise price, max | $ 0.50 | ||||
SPA | |||||
Date of Issuance | Aug. 16, 2010 | ||||
Common stock, Issued | 4,035,524 | ||||
Registration penalty | $ 250,203 |